[AMERICA ONLINE LOGO] [TIME WARNER LOGO]
SUMMARY OF THE JOINT PROXY STATEMENT-PROSPECTUS
This summary highlights selected information in the joint proxy statement-
prospectus and may not contain all of the information that is important to you.
You should carefully read this entire joint proxy statement-prospectus and the
other documents we refer to for a more complete understanding of the merger. In
particular, you should read the documents attached to this joint proxy
statement-prospectus, including the merger agreement, the stock option
agreements and the voting agreement, which are attached as Annexes A, B, C and
D, respectively. In addition, we incorporate by reference important business
and financial information about America Online and Time Warner into this joint
proxy statement-prospectus. You may obtain the information incorporated by
reference into this joint proxy statement-prospectus without charge by
following the instructions in the section entitled "Where You Can Find More
Information" that begins on page 131 of this joint proxy statement-prospectus.
America Online, Inc.
22000 AOL Way
Dulles, Virginia 20166-9323
Founded in 1985, America Online is the world's leader in interactive
services, Web brands, Internet technologies and electronic commerce services.
America Online has two major lines of businesses organized into four product
. the Interactive Online Services business, comprised of the Interactive
Services Group, the Interactive Properties Group and the AOL
International Group; and
. the Enterprise Solutions business, comprised of the Netscape Enterprise
The product groups are described below.
The Interactive Services Group develops and operates branded interactive
. the AOL service, a worldwide Internet online service with more than 22
. the CompuServe service, a worldwide Internet online service with more
than 2.5 million members;
. the Netscape Netcenter, an Internet portal with more than 25 million
. the AOL.com Internet portal; and
. the Netscape Communicator client software, including the Netscape
The Interactive Properties Group is built around branded properties that
operate across multiple services and platforms, such as:
. Digital City, Inc., the leading local online network and community guide
on the AOL service and the Internet based on the number of visitors per
. ICQ, the world's leading communications portal that provides instant
communications and chat technology based on the number of registered